Professional License Requirements in Delaware
Eligible Professions for PLLC Formation in Delaware
Delaware allows you to form a Professional Limited Liability Company (PLLC) if you operate in a licensed profession. The state recognizes PLLCs under its Limited Liability Company Act (6 Del. C. Art. 18), though the statute does not enumerate specific eligible professions in the provided statutory text.
However, Delaware's regulatory framework identifies the following professions as requiring state licensure and therefore potentially eligible for PLLC formation. You must verify with your specific licensing board that PLLC formation is permitted for your profession before filing.
Attorneys
You may form a PLLC if you hold a license from the Delaware Supreme Court's Board of Bar Examiners. This applies to solo practitioners and law firms operating in Delaware.
Physicians and Surgeons
Delaware Medical Board licensees can establish a PLLC for medical practice. This structure protects personal assets from malpractice claims while maintaining professional liability.
Dentists
You need a Delaware Board of Dentistry license to form a dental PLLC. This entity type is common for individual dentists and group dental practices.
Nurses
Licensed nurses regulated by the Delaware Board of Nursing may form a PLLC for advanced practice nursing or nurse-owned healthcare services.
Accountants and CPAs
Delaware Board of Accountancy licensees—including CPAs and public accountants—can use the PLLC structure for accounting and audit services.
Engineers
Professional engineers licensed by the Delaware Board of Professional Engineers are eligible to form a PLLC for engineering consulting and design services.
Architects
Delaware Board of Architects licensees may establish a PLLC for architectural practice and design services.
Real Estate Agents and Brokers
You can form a PLLC if you hold a license from the Delaware Real Estate Commission. This applies to individual agents and brokerage firms.
Psychologists
Licensed psychologists regulated by the Delaware Board of Examiners of Psychologists are eligible to form a PLLC for clinical and consulting practice.
Pharmacists
Delaware Board of Pharmacy licensees may establish a PLLC for pharmacy operations and pharmaceutical services.
Filing Your Delaware PLLC
You file your PLLC Certificate of Formation with the Delaware Division of Corporations online at https://icis.corp.delaware.gov/eCorp/ or by mail to:
John G. Townsend Building
401 Federal Street, Suite 4
Dover, DE 19901
Contact the Division at (302) 739-3073 or corp@delaware.gov if your profession is not listed or if you need clarification on eligibility.
Verify Your Profession's Requirements
Before filing, confirm that your specific profession requires state licensure in Delaware. Some professions may have additional restrictions on entity type or ownership structure. Contact your Delaware licensing board directly to verify PLLC eligibility for your field.
Key Licensing Authorities in Delaware
Delaware requires most businesses to obtain a state business license and may require additional professional licenses depending on your industry. The licensing process involves multiple state agencies, each with specific jurisdictions and requirements.
Delaware Division of Revenue
The Delaware Division of Revenue serves as the primary licensing authority for general business operations in Delaware. You must obtain a state business license through this agency before operating most businesses in the state. The Division of Revenue handles licensing for general commercial enterprises and coordinates with other state agencies for specialized permits.
Contact Information:
- Website: https://revenue.delaware.gov/
- The Division processes applications and maintains records for active business licenses
Professional License Authorities
Professional licensing in Delaware is distributed across multiple state agencies depending on your field. The specific authority varies by profession—there is no single unified professional licensing board. You must identify which agency governs your profession and apply directly to that authority.
Common professions requiring Delaware licenses include healthcare providers, contractors, real estate agents, and financial services professionals. Each profession has its own regulatory board or division within state government with distinct application requirements, fees, and renewal schedules.
Health and Food Service Permits
The Delaware Department of Health and Social Services issues health permits required for food businesses, restaurants, and certain healthcare-related operations. You must obtain these permits in addition to your general business license from the Division of Revenue.
Food service establishments must comply with Delaware's health codes and pass inspections before receiving operational approval.
Building and Zoning Permits
Local county or municipal authorities issue building permits and zoning approvals. These are separate from state-level licensing and are required before construction or renovation projects. You must contact your local jurisdiction's building department to determine specific permit requirements for your location and business type.
Next Steps
Contact the Delaware Division of Revenue at https://revenue.delaware.gov/ to begin your state business license application. Once you identify your specific profession or industry, contact the relevant state agency or professional board for additional licensing requirements. Verify all local permit requirements with your county or city building department before commencing operations.
PLLC vs. Standard LLC for Licensed Professionals in Delaware
A PLLC differs from a standard LLC primarily in its regulatory purpose: it's designed for licensed professionals (such as attorneys, accountants, physicians, and engineers) who must comply with professional licensing laws. Both entity types file through the Delaware Division of Corporations and follow the same formation procedures under 6 Del. C. Art. 18.
Professional LLC Availability in Delaware
Delaware permits you to form a Professional Limited Liability Company (PLLC). The Delaware Limited Liability Company Act (6 Del. C. Art. 18) explicitly authorizes professional LLCs, though the statute does not specify which professions are eligible. You must verify your specific profession's licensing requirements with the appropriate Delaware regulatory board before filing.
Key Structural Differences
The core distinction is professional liability exposure. A PLLC restricts ownership to licensed professionals in the same field and imposes professional responsibility standards. A standard LLC has no such restrictions and is available to any business.
Both PLLCs and standard LLCs offer the same liability protection under Delaware law. Members are not personally liable for the debts or obligations of the entity (6 Del. C. § 18-303). However, a PLLC member remains personally liable for their own professional negligence or malpractice.
Naming Requirements
Your PLLC name must include "Professional Limited Liability Company," "PLLC," "P.L.L.C.," or similar designation to signal its professional status. A standard LLC uses "Limited Liability Company," "LLC," or "L.L.C."
You can reserve a name through the Delaware Division of Corporations' online portal at https://icis.corp.delaware.gov/Ecorp/NameReserv/NameReservation.aspx before filing your Certificate of Formation.
Membership and Management Restrictions
In a PLLC, all members must hold active licenses in the regulated profession. You cannot admit unlicensed individuals as members or managers, even if they contribute capital.
A standard LLC has no membership restrictions—you can have any combination of individuals, entities, or passive investors as members.
Liability Protection and Professional Responsibility
Both PLLCs and standard LLCs provide charging order protection under 6 Del. C. § 18-703, which shields members' personal assets from creditor claims against the LLC itself.
However, a PLLC does not shield members from personal liability for their own professional negligence or malpractice. Each licensed member remains individually liable for their professional acts. A standard LLC similarly does not protect members from liability for their own tortious conduct, but a PLLC's structure reinforces this professional accountability requirement.
Tax Treatment
Delaware treats both PLLCs and standard LLCs identically for state tax purposes. Under 6 Del. C. § 18-1107(a), both are classified as partnerships unless classified otherwise for federal income tax purposes, in which case they follow federal classification.
Both pay the same annual Delaware franchise tax: **